0000105839-03-000009 Sample Contracts

Trust Indenture Indenture Act Section Section
Indenture • August 1st, 2003 • Allegheny Energy Inc • Electric services • New York

* This Cross Reference Table is not a part of the Indenture. This Cross Reference Table shall be without effect until such time as this Indenture has been qualified under the Trust Indenture Act of 1939, as amended. N.A. means not applicable

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Contract
Purchase Agreement • August 1st, 2003 • Allegheny Energy Inc • Electric services • New York

ALLEGHENY ENERGY, INC. ALLEGHENY CAPITAL TRUST I TRUST PREFERRED SECURITIES PURCHASE AGREEMENT July 24, 2003 TO EACH OF THE PERSONS IDENTIFIED AS A PURCHASER ON THE SIGNATURE PAGES HERETO Ladies and Gentlemen:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 1st, 2003 • Allegheny Energy Inc • Electric services • New York

This Registration Rights Agreement (this "Agreement") is made and entered into on July 24, 2003, by and among allegheny energy, inc., a Maryland corporation (the "Company"), ALLEGHENY CAPITAL TRUST I, a Delaware statutory trust (the "Trust" and, together with the Company, the "Obligors"), and the Purchasers. The term "Purchasers" as used herein shall be deemed to mean PERRY PRINCIPALS, LLC ("Perry Capital") and the persons identified as Purchasers on the signature pages hereto, and the term "Purchaser" shall be deemed to mean one of such Purchasers. All obligations of the Purchasers hereunder are several and not joint.

Contract
Intercreditor Agreement • August 1st, 2003 • Allegheny Energy Inc • Electric services • New York

EXECUTION VERSION INTERCREDITOR AGREEMENT dated as of February 21, 2003 among CITIBANK, N.A., as AYE Lender Agent, New Money Lender Agent, Refinancing Lender Agent and Intercreditor Agent THE BANK OF NOVA SCOTIA, as Springdale Lender Agent LAW DEBENTURE TRUST COMPANY OF NEW YORK, as Indenture Trustee ALLEGHENY ENERGY, INC., as the Parent and ALLEGHENY ENERGY SUPPLY COMPANY, LLC, as AESC

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